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KISAAN PARIVAR INDUSTRIES LIMITED — Capital/Financing Update 2023
Nov 20, 2023
63067_rns_2023-11-20_ea05ae28-bab9-4050-a28c-451ec3654b78.pdf
Capital/Financing Update
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Monday, Novem ber 20, 2023
To, BSE Limited, P.J. Towers, Dalal Street, Mumbai — 400 001, Maharashtra, India
Respected Sir/ Ma'am,
Open offer made by Ms. Rajani Nanavath, for acquisition of up to 22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) Equity Shares representing 26.00% (Twenty-Six Percent) of the Voting Share Capital of Richirich Inventures Limited from the Public Shareholders of the Target Company. Subject
We would like to inform you that, in accordance with the provisions of Regulation 12 (1) ofthe Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 201 1, including subsequent amendments thereto ('SEBI (SAST) Regulations'), we, Swaraj Shares and Securities Private Limited, have been appointed as the Manager to the Offer ('Manager'), by Ms. Rajani Nanavath ('Acquirer'), who has announced an open offer in compliance with the provisions of Regulations 3(1) and 4 and such other applicable regulations of the SEBI (SAST) Regulations for acquisition of up to 11,51,994 (Eleven Lakhs Fifty-One Thousand Nine Hundred and Ninety-Four) Equity Shares, representing 24.00% (Twenty Four Percent) of the Pre-Preferential Issue Equity Share Capital of the Target Company (equivalent to 13.09% (Thirteen point Zero Nine Percent) of the Expanded Voting Share Capital of the Richirich Inventures Limited ('Target Company') hom the Public Shareholders of the Target Company.
In culmination of the aforesaid facts, we would like to inform you that, in accordance with the provisions of Regulation 12 (1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulations, 2011, including subsequent amendments thereto ('SEBI (SAST) Regulations'), we, Swaraj Shares and Securities Private Limited, have been appointed as the Manager to the Offer ('Manager'), and pursuant to the execution of the Share Purchase Agreement, the Acquirers have announced an open offer in compliance with the provisions of Regulations 3(1) and 4 and such other applicable regulations of the SEBI (SAST) Regulations for acquisition of up to 22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) Equity Shares, representing 26.00% (Twenty Six Percent) of the Voting Share Capital of the Target Company, at an offer price of Rs.7.00/-(Rupees Seven Only) per Equity Share, to the Public Shareholders of the Target Company, determined in accordance with the parameters prescribed under Regulations 8 (1) and 8 (2) ofthe SEBI (SAST) Regulations.
In light ofthe above and in accordance with the provisions of Regulations 18 (12) ofthe SEBI (SAST) Regulations, the Post-Offer Public Announcement ('Post-Offer Public Announcement') for the aforesaid Offer has been published today, i.e., Monday, November 20, 2023 Financial Express (English daily) (A11 Editions), Jansatta (Hindi daily) (All Editions) and Mumbai Lakshadweep (Marathi Daily) (Mumbai Edition) ('Newspaper') and the same has been enclosed herewith for your kind perusal.
Terms not defined herein shall have the meaning ascribed to them under the Post-Offer Public Announcement.
Swaraj Shares and Securities Private Limited
Q +919874283532/+918097367132 [email protected] www.swarajshares.com
Registered Office - 21 Hemant Basu Sarani, 5th Floor, Room No 507, Kolkata - 700001, West Bengal, India Branch Office ~ Unit 304, A Wing, 215 Atrium, Near Courtyard Marriot, Andheri Kuria Road, Andheri East, Mumbai — 400093, Maharashtra, India

Incase you require any further information, please feel free to contact any ofthe following persons of Swaraj Shares and Securities Private Limited:
| Contact Person _ r- |
Telephone _ |
E—mail |
|---|---|---|
| Mr. Tanmoy | +91-22- 69649974/ 9874283532 comQliance@swara'shares.com/tanmov@swara'shares.com 1 l ] |
|
| Banerjee | ||
| Ms. Pankita Patel |
+91-22-69649973/ 80973 67132 [email protected]/[email protected] |
We hope your good selfwill fmd the above in order and request you t0 kindly upload the Post-Offer Public Announcement on your website at the earliest.
Thanking you, Yours faithfully,
For Swaraj Shares and Securities Private Limited
PA N KITA PATE L giig'iz'fi'3obgs's'ffyfoigziL
Pankita Patel (Director)
Encl.: As above

Swaraj Shares and Securities Private Limited
@ +919874283532/+918097367132 [email protected] www.5warajshares.com
Registered Office - 21 Hemant Basu Sarani, 5th Fioor, Room No 507, Kolkata - 700001, West BengaL India Branch Office - Unit 304, A Wing, 215 Atrium, Near Courtyard Marriot, Andheri Kurla Road, Andheri East, Mumbai - 400093, Maharashtra, India
FINANCIAL EXPRESS 11
| POST-OFFER PUBLIC ANNOUNCEMENT TO THE PUBLIC SHAREHOLDERS OF RICHIRICH INVENTURES LIMITED |
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| Registered Office: A-1 Emperor Court, Ground Floor, Yashwant Nagar, Vakola, Mumbai - 400055, Maharashtra, India; | Corporate Identification Number: L65990MH1986PLC039163; Contact Number: 022-79664656; Website: www.richirichinventures.com; Email ID: [email protected] |
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| Open Offer for acquisition of up to 22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) Equity Shares representing 26.00% (Twenty-Six Percent) of the Expanded Voting Capital of Richirich Inventures Limited at an offer price of `7.00/- (Rupees Seven Only) per Equity Share, |
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| payable in cash, to the Public Shareholders of the Target Company, by Ms. Rajani Nanavath ('Acquirer') pursuant to and in compliance with the provisions of SEBI (SAST) Regulations. |
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| This Post-Offer Public Announcement is being issued by Swaraj Shares and Securities Private Limited, the Manager to the Offer ('Manager'), on behalf of the Acquirer, in connection with the Offer made by the Acquirer to the Public Shareholders of the Target Company, pursuant to and in compliance with |
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| the provisions of Regulation 18 (12) and other applicable provisions under the SEBI (SAST) Regulations ('Post-Offer Public Announcement'). This Post Offer Public Announcement should be read in continuation of, and in conjunction with the: a) Public Announcement dated Wednesday, July 05, 2023 ('Public Announcement'), (b) Detailed Public Statement dated Monday, July 10, 2023, in connection with this Offer, published on behalf of the Acquirer |
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| on Tuesday, July 11, 2023, in Financial Express (English Daily) (All India Editions), Jansatta (Hindi daily) (All Editions) and Mumbai Lakshadweep (Marathi Daily) (Mumbai Edition) ('Newspapers') ('Detailed Public Statement'), (c) Draft Letter of Offer dated Tuesday, July 18, 2023 ('Draft Letter of Offer'), |
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| (d) Letter of Offer along with the Form of Acceptance-cum-Acknowledgement dated Thursday, October 05, 2023 ('Letter of Offer'), (e) Recommendations of the Independent Directors of the Target Company which were approved on approved on Thursday, October 12, 2023, and published in the Newspapers on Friday, October 13, 2023 ('Recommendations of the Independent Directors of the Target Company'), and (f) Pre-Offer Public |
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| Announcement which was approved on Friday, October 13, 2023, and published in the Newspapers on Monday, October 16, 2023 ('Pre-Offer Public Announcement'). |
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| 1. Name of the Target Company | Richirich Inventures Limited', a public limited company incorporated on March 07, 1986, under the provisions of the Companies Act, 1956, bearing CIN 'L65990MH1986PLC039163', with its registered office located |
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| at A-1 Ground Floor, Emperor Court Church View Yashwant Nagar, Vakola, Santacruz (East), Mumbai – 400055, Maharashtra, India 2. Name of the Acquirer and PACs Ms. Rajani Nanavath, d/o Mr. Koteru Seshireddy, aged 35 years, Indian Resident, bearing Permanent Account Number 'CEUPK7679K' under the Income Tax Act, 1961, resident at 3-167, Savabanda Thanda, |
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| Polkampally, Doulathabad Mandal, Polkampalle, Mahabubnagar - 509336, Telangana, India. There are no persons acting in concert with the Acquirer for the purpose of this Offer. |
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| 3. Name of Manager to the Offer 4. Name of Registrar to the Offer |
Swaraj Shares and Securities Private Limited | Venture Capital and Corporate Investments Private Limited | |||
| 5. Offer Details 5.1 Date of Opening of the Offer |
Tuesday, October 17, 2023 | ||||
| 5.2 Date of Closing of the Offer 6. Date of Payment of Consideration Friday, November 10, 2023 |
Tuesday, October 31, 2023 | ||||
| 7. Details of the Acquisition Particulars |
Proposed in the Offer Document | Actuals | |||
| 7.1 Offer Price | (Assuming full acceptance in this Offer)7.00/- | | |7.00/- |
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| 7.2 Aggregate number of Equity | (Rupees Seven Only) 22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) |
(Rupees Seven Only) 20,825 |
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| Shares tendered 7.3 Aggregate number of Equity Shares accepted |
22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) |
(Twenty Thousand Eight Hundred and Twenty-Five) 20,825 |
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| 7.4 Size of the Open Offer(Number of Equity Shares multiplied by Offer |
1,60,16,000.00/- | | (Twenty Thousand Eight Hundred and Twenty-Five)<br>1,45,775.00/-(Rupees One Lakh Forty-Five Thousand |
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| Price per Equity Share) | (Rupees One Crore Sixty Lakhs and Sixteen Thousand Only) Seven Hundred and Seventy-Five Only) 7.5 Shareholding of the Acquirer before the Share Purchase Agreement/ Public Announcement |
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| a) Number of Equity Shares | — | — POST-OFFER PUBLIC ANNOUNCEMENT TO THE PUBLIC SHAREHOLDERS OF |
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| b) % of total Expanded Voting Share Capital 7.6 Equity Shares proposed to be acquired by way of Share Purchase Agreement |
— | — RICHIRICH INVENTURES LIMITED |
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| a) Number of Equity Shares | 11,51,994 11,51,994 Corporate Identification Number: L65990MH1986PLC039163; (Eleven Lakhs Fifty-One Thousand |
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| b) % of total Expanded Voting Share | Nine Hundred and Ninety-Four) 13.09% |
(Eleven Lakhs Fifty-One Registered Office: A-1 Emperor Court, Ground Floor, Yashwant Nagar, Vakola, Mumbai - 400055, Maharashtra, India; Thousand Nine Hundred and Ninety-Four) Contact Number: 022-79664656; Website: www.richirichinventures.com; Email ID: [email protected] 13.09% |
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| Capital 7.7 Equity Shares acquired by way of Offer |
(Thirteen-point Zero Nine Percent) | Open Offer for acquisition of up to 22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) Equity Shares representing 26.00% (Twenty-Six | (Thirteen-point Zero Nine Percent) | ||
| a) Number of Equity Shares | Percent) of the Expanded Voting Capital of Richirich Inventures Limited at an offer price of `7.00/- (Rupees Seven Only) per Equity Share, 22,88,000 (Twenty-Two Lakhs Eighty-Eight Thousand) |
20,825 (Twenty Thousand Eight Hundred and Twenty-Five) |
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| b) % of total Expanded Voting Share Capital |
26.00% (Twenty-Six Percent) |
the provisions of SEBI (SAST) Regulations. | payable in cash, to the Public Shareholders of the Target Company, by Ms. Rajani Nanavath ('Acquirer') pursuant to and in compliance with 0.24% (Zero-point Two Four Percent) |
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| 7.8 Equity Shares acquired after the Detailed Public StatementFurther, vide Board Resolution dated Friday, September 08, 2023, the Target Company has allotted 40,00,000 Equity Shares, to the Acquirer vide Share Subscription Agreement (Preferential Issue) |
This Post-Offer Public Announcement is being issued by Swaraj Shares and Securities Private Limited, the Manager to the Offer ('Manager'), on behalf | ||||
| a) Number of Equity Shares acquired | 40,00,000 (Forty Lakhs) |
of the Acquirer, in connection with the Offer made by the Acquirer to the Public Shareholders of the Target Company, pursuant to and in compliance with 40,00,000 the provisions of Regulation 18 (12) and other applicable provisions under the SEBI (SAST) Regulations ('Post-Offer Public Announcement'). This Post (Forty Lakhs) |
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| b) Price of the Equity Shares acquired | 6.00/-<br>Offer Public Announcement should be read in continuation of, and in conjunction with the: a) Public Announcement dated Wednesday, July 05, 2023<br>(Rupees Six Only) | | |6.00/-(Rupees Six Only) |
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| c) % of total Expanded Voting Share Capital |
('Public Announcement'), (b) Detailed Public Statement dated Monday, July 10, 2023, in connection with this Offer, published on behalf of the Acquirer 45.46% 45.46% on Tuesday, July 11, 2023, in Financial Express (English Daily) (All India Editions), Jansatta (Hindi daily) (All Editions) and Mumbai Lakshadweep (Marathi (Forty-Five-point Four Six Percent) (Forty-Five-point Four Six Percent) Daily) (Mumbai Edition) ('Newspapers') ('Detailed Public Statement'), (c) Draft Letter of Offer dated Tuesday, July 18, 2023 ('Draft Letter of Offer'), |
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| 7.9 Post-Offer shareholding of the Acquirer a) Number of Equity Shares |
74,39,994 | (d) Letter of Offer along with the Form of Acceptance-cum-Acknowledgement dated Thursday, October 05, 2023 ('Letter of Offer'), (e) Recommendations | 51,72,819 | ||
| b) % of total Expanded Voting Share | (Seventy-Four Lakhs Thirty-Nine Thousand Nine Hundred and Ninety-Four) 84.55% |
of the Independent Directors of the Target Company which were approved on approved on Thursday, October 12, 2023, and published in the Newspapers on Friday, October 13, 2023 ('Recommendations of the Independent Directors of the Target Company'), and (f) Pre-Offer Public |
(Fifty-One Lakhs Seventy-Two Thousand Eight Hundred and Nineteen) 58.78% |
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| Capital 7.10 Pre-Offer and Post-Offer shareholding of the Public Shareholders (excluding the parties to the Share Purchase Agreement) |
(Eighty-Four-point Five Five Percent) | Announcement which was approved on Friday, October 13, 2023, and published in the Newspapers on Monday, October 16, 2023 ('Pre-Offer Public | (Fifty-Eight-point Seven Eight Percent) | ||
| Announcement'). Particulars 1. a) Number of Equity Shares |
Pre-Offer Name of the Target Company 36,48,006 |
Post-Offer 13,60,006 |
Pre-Offer 36,48,006 |
Post-Offer Richirich Inventures Limited', a public limited company incorporated on March 07, 1986, under the provisions 36,27,181 |
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| (Thirty-Six Lakhs Forty-Eight Thousand and Six) |
(Thirteen Lakhs Sixty Thousand and Six) |
(Thirty-Six Lakhs and Six) |
(Thirty-Six Lakhs of the Companies Act, 1956, bearing CIN 'L65990MH1986PLC039163', with its registered office located Forty-Eight Thousand Twenty-Seven Thousand at A-1 Ground Floor, Emperor Court Church View Yashwant Nagar, Vakola, Santacruz (East), Mumbai – One Hundred and |
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| b) % of total Expanded Voting Share Capital 2. |
41.45% (Forty-One-point |
15.45% Name of the Acquirer and PACs Ms. Rajani Nanavath, d/o Mr. Koteru Seshireddy, aged 35 years, Indian Resident, bearing Permanent (Fifteen-point Four |
400055, Maharashtra, India 41.45% (Forty-One-point |
Eighty-One) 41.22% (Forty-One-point |
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| 8. The Acquirer accepts full responsibility for the information contained in this Post-Offer Public Announcement and her obligations specified under SEBI (SAST) Regulations. |
Four Five Percent) | Five Percent) | Four Five Percent) | Two Two Percent) Account Number 'CEUPK7679K' under the Income Tax Act, 1961, resident at 3-167, Savabanda Thanda, Polkampally, Doulathabad Mandal, Polkampalle, Mahabubnagar - 509336, Telangana, India. |
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| 9. The Acquirer will consummate the Share Purchase Agreements transaction in accordance with the provisions of Regulations 22 (1), and 22 (3) read with 17 of the SEBI (SAST) Regulations, and will make an application for reclassification of hereself as the promoter of the Target Company in accordance with the provisions of Regulation 31A (10) of the Securities and Exchange Board of India (Listing Obligations and Disclosure 3. |
Name of Manager to the Offer | There are no persons acting in concert with the Acquirer for the purpose of this Offer. Swaraj Shares and Securities Private Limited |
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| Requirements) Regulations, 2015, including subsequent amendments thereto ('SEBI (LODR) Regulations'). 10. A copy of this Post-Offer Public Announcement will be accessible on the websites of Securities and Exchange Board of India at 4. www.sebi.gov.in, BSE at www.bseindia.com and the registered office of the Target Company. |
Name of Registrar to the Offer | Venture Capital and Corporate Investments Private Limited | |||
| 5. specified. |
11. The capitalized terms used in this Post-Offer Public Announcement shall have the meaning assigned to them in the Letter of Offer, unless otherwise Offer Details |
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| 5.1 Date of Opening of the Offer Tuesday, October 17, 2023 ISSUED BY MANAGER TO THE OFFER |
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| 6. | 5.2 Date of Closing of the Offer | Tuesday, October 31, 2023 | |||
| Date of Payment of Consideration Friday, November 10, 2023 Swaraj Shares and Securities Private Limited 7. Details of the Acquisition Corporate Identification Number: U51101WB2000PTC092621 |
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| Principal Place of Business: Unit No 304, A Wing, 215 Atrium, Near Courtyard Marriot, Andheri East, Mumbai- 400093, Maharashtra, India Particulars Proposed in the Offer Document Contact Person: Pankita Patel/ Tanmoy Banerjee |
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| Contact Number: +91-22-69649999 (Assuming full acceptance in this Offer) Email Address: [email protected] Investor grievance Email Address: [email protected] 7.1 Offer Price |
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| SEBI Registration Number: INM00012980 Validity: Permanent |
`7.00/- (Rupees Seven Only) Sd/- |
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| Date: Friday, November 17, 2023 Place: Mumbai |
7.2 Aggregate number of Equity Shares tendered |
22,88,000 Ms. Rajani Nanavath Acquirer (Twenty-Two Lakhs Eighty-Eight Thousand) |